BIRKDALE GROUP chairman and former Rover marketing director Kevin Morley is laughing all the way to the bank, after an extraordinary general meeting ratified his purchase of the group's three main businesses for £1.6m. The sale was contested by the Photobition Group, which claims that its higher offer of £1.8m was rejected without proper consideration. One excuse proffered by Birkdale was the additional legal costs a new bid would involve. To ram home his point, Photobition's finance director Steven Smith faxed to the EGM an increased offer of £2m. To no avail; the die was cast. Smith, himself a former director of Birkdale, alleges that it fabricated excuses not to talk to Photobition, and now threatens to lay the matter before the Stock Exchange: 'We will file a complaint because I don't think [Birkdale] has acted properly. They didn't even discuss whether we would change our view on paying their legal costs. 'Meanwhile, Morley has stood down as chairman and ridden-off into the sunset with his booty, leaving Birkdale with nothing of value except the Brunnings advertising agency.